FORM 4
[ ] Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).         
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
                                                                                  
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
                      

1. Name and Address of Reporting Person *

PEAKES MATTHEW M.
2. Issuer Name and Ticker or Trading Symbol

DGSE COMPANIES INC [ DGSE ]
5. Relationship of Reporting Person(s) to Issuer (Check all applicable)

__ X __ Director                      _____ 10% Owner
__ X __ Officer (give title below)      _____ Other (specify below)
Chief Executive Officer
(Last)          (First)          (Middle)

15850 DALLAS PARKWAY, SUITE 140
3. Date of Earliest Transaction (MM/DD/YYYY)

4/27/2016
(Street)

DALLAS, TX 75248
(City)        (State)        (Zip)
4. If Amendment, Date Original Filed (MM/DD/YYYY)

 
6. Individual or Joint/Group Filing (Check Applicable Line)

_ X _ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Trans. Date 2A. Deemed Execution Date, if any 3. Trans. Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price

Table II - Derivative Securities Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Trans. Date 3A. Deemed Execution Date, if any 4. Trans. Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
6. Date Exercisable and Expiration Date 7. Title and Amount of Securities Underlying Derivative Security
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Restricted Stock Units     (1) 4/27/2016     A      75000         (2)   (3) Common Stock   75000     (4) 75000   D    

Explanation of Responses:
( 1)  Each vested Restricted Stock Unit ("RSU") is convertible into one share of common stock, par value $0.01, of the Issuer (the "Common Stock") without additional consideration (other than such conversion and reduction in the number of RSUs held) pursuant to the terms of the Restricted Stock Unit Award Agreement, dated April 27, 2016, between the Issuer and the Reporting Person.
( 2)  The RSUs reported hereunder vest ratably in equal annual installments over a four-year period beginning on April 27, 2017, subject to the Reporting Person's continued status as an employee on each such date.
( 3)  Upon termination of service of the Reporting Person to the Issuer, other than by reason of death or disability, any RSUs that have not vested will be forfeited and the award of such units shall terminate.
( 4)  The Issuer elected to award the RSUs as consideration for services rendered to the Issuer (the "Consideration") and to encourage the continuation of such services in connection with the Reporting Person's services with the Issuer. The value of the Consideration on the date of grant was $40,500. No additional consideration was received by the Issuer as payment for the RSUs.

Remarks:
In addition to the RSU grant described above, the Compensation Committee granted an additional 75,000 performance-based restricted stock units to the Reporting Person that will vest ratably over a four-year period beginning April 27, 2017, the achievement of which is based on certain financial performance criteria.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director 10% Owner Officer Other
PEAKES MATTHEW M.
15850 DALLAS PARKWAY
SUITE 140
DALLAS, TX 75248
X
Chief Executive Officer

Signatures
/s/ Matthew M. Peakes 4/29/2016
** Signature of Reporting Person Date


Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.
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